OPTAVIA is a proud member of the Direct Selling Association (DSA) and abides by the DSA Code
of Ethics. Should an OPTAVIA Client or Coach wish to file a complaint, please contact us at
compliance@OPTAVIA.com. If you are unsatisfied with the resolution, you may file your complaint with the DSA by clicking here.

DSA Code of Ethics

Explanatory provisions in italics

Preamble

The Direct Selling Association (“DSA”), recognizing that companies engaged in direct selling assume certain responsibilities toward consumers arising out of the personal-contact method of distribution of their products and services, hereby sets forth the basic fair and ethical principles and practices to which member companies will continue to adhere to in the conduct of their business.

A. Code of Conduct

1. Deceptive or Unlawful Consumer or Recruiting Practices

a. No member company or independent salesperson for a member company shall engage in any deceptive, false, unethical
or unlawful consumer or recruiting practice. Member companies shall ensure that no statements, promises or
testimonials are made that are likely to mislead consumers or prospective independent salespeople.

b. Member companies and their independent salespeople must comply with all requirements of law. While this Code does
not restate all legal obligations, compliance with all pertinent laws by member companies and their independent
salespeople is a condition of acceptance by and continuing membership in DSA.

c. Member companies shall conduct their activities toward other member companies in compliance with this Code and all
pertinent laws.

d. Information provided by member companies and their independent salespeople to prospective or current independent
salespeople concerning the opportunity and related rights and obligations shall be accurate and complete. Member
companies and their independent salespeople shall not make any factual representation to prospective independent
salespeople that cannot be verified or make any promise that cannot be fulfilled. Member companies and their
independent salespeople shall not present any selling opportunity to any prospective independent salesperson in a
false, deceptive or misleading manner.

e. Member companies and their independent salespeople shall not induce a person to purchase products or services
based upon the representation that a consumer can recover all or part of the purchase price by referring other
consumers, if such reductions or recovery are violative of applicable referral sales laws.

f. Member companies shall provide to their independent salespeople either a written agreement to be signed by both
the member company and the independent salesperson, or a written statement containing the essential details of the
relationship between the independent salesperson and the member company. Member companies shall inform their
independent salespeople of their legal obligations, including their responsibility to handle any applicable
licenses, registrations and taxes.

g. Member companies shall provide their independent salespeople with periodic accounts including, as applicable,
sales, purchases, details of earnings, commissions, bonuses, discounts, deliveries, cancellations and other relevant
data, in accordance with the member company’s arrangement with the independent salesperson. All monies due
shall be paid and any withholdings made in a commercially reasonable manner.

h. Independent salespeople shall respect any lack of commercial experience of consumers. Independent salespeople
shall not abuse the trust of individual consumers, or exploit a consumer’s age, illness, handicap, lack of
understanding or unfamiliarity with a language.

1. This section does not bring “proselytizing” or “salesforce raiding” disputes under the
Code’s jurisdiction, unless such disputes involve allegations of deceptive, unethical or unlawful recruiting
practices or behaviors aimed at potential salespeople. In those cases, the section applies. As used in this section,
“unethical” means violative of the U.S. DSA Code of Ethics.

The DSA Code Administrator appointed pursuant to Section C.1 (“Administrator”) has the authority to
make a determination of what is a deceptive, unlawful or unethical consumer or recruiting practice under the Code
using prevailing legal standards as a guide. Compliance with any particular law, regulation or DSA Code of Ethics
provision is not a defense to a determination by the Administrator that a practice is deceptive, unlawful or
unethical. For example, in a sale to a consumer, compliance with the Federal Trade Commission Cooling-Off Rule does
not prevent the Administrator from making a determination that a particular sales practice is deceptive, unlawful or
unethical and that a refund or compensation is required.

2. Products, Services and Promotional Materials

a. The offer of products or services for sale by member companies and their independent salespeople shall be accurate
and truthful as to price, grade, quality, make, value, performance, quantity, currency of model and availability.
All product claims made by member companies and their independent salespeople must be substantiated by competent and
reliable evidence and must not be misleading. A consumer’s order for products and services shall be fulfilled
in a timely manner.

b. Neither member companies nor their independent salespeople shall make misleading comparisons of another company’s
direct selling opportunity, products or services. Any comparison must be based on facts that can be objectively and
adequately substantiated by competent and reliable evidence. Neither member companies nor their independent
salespeople shall denigrate any other member company, business, product or service–directly or by implication–
in a false or misleading manner and shall not take unfair advantage of the goodwill attached to the trade name and
symbol of any company, business, product or service.

c. Promotional literature, advertisements and mailings shall not contain product descriptions, claims, photos or
illustrations that are false, deceptive or misleading. (Promotional literature shall contain the name and address or
telephone number of the member company and may include the telephone number of the individual independent
salesperson).

d. Independent salespeople shall offer consumers accurate information regarding: price, credit terms; terms of
payment; a cooling-off period, including return policies; terms of guarantee; after-sales service; and delivery
dates. Independent salespeople shall give understandable and accurate answers to questions from consumers. To the
extent claims are made with respect to products, independent salespeople shall make only those product claims
authorized by the member company.

1. and 2. These sections cover communications about your own company or another company. For example, this
section covers misleading statements made by an independent salesperson for company A about company B and/or its
products to consumers or prospective independent salespeople.

3. Terms of Sale

a. A written order or receipt shall be delivered to the consumer at or prior to the time of the initial sale. In the case of a sale made through the mail, telephone, Internet, or other non-face-to-face means, a copy of the order form shall have been previously provided, be included in the initial order, or be provided in printable or downloadable form through the Internet. The order form must set forth clearly, legibly and unambiguously:

Terms and conditions of sale, including the total amount the consumer will be required to pay, including all
interest, service charges and fees, and other costs and expenses as required by federal and state law;

Identity of the member company and the independent salesperson, and contain the full name, permanent address
and telephone number of the member company or the independent salesperson, and all material terms of the sale;
and

Terms of a guarantee or a warranty, details and any limitations of after-sales service, the name and address of
the guarantor, the length of the guarantee, and the remedial action available to the consumer. Alternatively,
this information may be provided with other accompanying literature provided with the product or service.

b. Member companies and their salespeople shall offer a written, clearly stated cooling off period permitting the consumer to withdraw from a purchase order within a minimum of three business days from the date of the purchase transaction and receive a full refund of the purchase price.

c. Member companies and their independent salespeople offering a right of return, whether or not conditioned upon certain events, shall provide it in writing.

4. Warranties and Guarantees

The terms of any warranty or guarantee offered by the seller in connection with the sale shall be furnished to the buyer in a manner that fully conforms to federal and state warranty and guarantee laws and regulations. The manufacturer, distributor and/or seller shall fully and promptly perform in accordance with the terms of all warranties and guarantees offered to consumers.

5. Identification and Privacy

a. At the beginning of sales presentations independent salespeople shall truthfully and clearly identify themselves, their company, the nature of their company’s products or services, and the reason for the solicitation. Contact with the consumer shall be made in a polite manner and during reasonable hours. A demonstration or sales presentation shall stop upon the consumer’s request.

b. Member companies and independent salespeople shall take appropriate steps to safeguard the protection of all
private information provided by a consumer, a prospective consumer, or other independent salespeople.

6. Pyramid Schemes

For the purpose of this Code, pyramid or endless chain schemes shall be considered actionable under this Code. The DSA Code Administrator (appointed pursuant to Section C.1) shall determine whether such pyramid or endless chain schemes constitute a violation of this Code in accordance with applicable federal, state and/or local law or regulation.

6. The definition of an “illegal pyramid” is based upon existing standards of law as reflected in In
the matter of Amway, 93 FTC 618 (1979) and the anti-pyramid statutes of various states. In accordance with these
laws, member companies shall remunerate independent salespeople primarily on the basis of sales of products,
including services, purchased by any person for actual use or consumption. Such remuneration may include
compensation based on purchases that are not simply incidental to the purchase of the right to participate in the
program. See Section 9 for further clarification.

7. Inventory Purchases

a. Any member company with a marketing plan that involves selling products directly or indirectly to independent salespeople shall adopt and communicate a policy, in its recruiting literature, sales manual, or contract with an independent salesperson, that the company will repurchase on reasonable commercial terms currently marketable inventory, in the possession of that salesperson and purchased by that salesperson for resale prior to the date of termination of the independent salesperson’s business relationship with the company. For purposes of this Code, “reasonable commercial terms” shall include the repurchase of marketable inventory, promotional materials, sales aids, tools and kits within twelve (12) months from the salesperson’s date of purchase at not less than 90 percent of the salesperson’s original net cost less appropriate set offs and legal claims, if any. For purposes of this Code, products shall not be considered “currently marketable” if returned for repurchase after the products’ commercially reasonable usable or shelf life period has passed; nor shall products be considered “currently marketable” if the company clearly discloses to salespeople prior to purchase that the products are seasonal, discontinued, or special promotion products and are not subject to the repurchase obligation.

7a. The purpose of the buyback is to eliminate the potential harm of “inventory loading;” i.e., the
practice of loading up salespeople with inventory they are unable or unlikely to be able to sell or use within a
reasonable time period. Inventory loading has historically been accomplished by giving sellers financial incentives
for sales without regard to ultimate sales to or use by actual consumers.

The repurchase provisions of the Code are meant to deter inventory loading and to protect distributors from
financial harm that might result from inventory loading.

"Inventory" is considered to include both tangible and intangible product; i.e., both goods and services.
"Current marketability" of inventory shall be determined on the basis of the specific condition of the product.
Factors to be considered by the Code Administrator when determining "current marketability" are condition of the
goods and whether or not the products have been used or opened.

Changes in marketplace demand, product formulation, or labeling are not sufficient grounds for a claim by the
company that a product is no longer “marketable.” Nor does the ingestible nature of certain products
limit the current marketability of those products. Government regulation that may arguably restrict or limit the
ultimate resalability of a product does not limit its “current marketability” for purposes of the
Code.

State statutes mandate that certain buyback provisions required by law must be described in an independent
salesperson’s contract. While acknowledging that the contract is probably the most effective place for such
information, the DSA Code allows for placement of the provision in either “its recruiting literature, sales
manual or contract.” Regardless, the disclosure must be in writing and be clearly stated. Wherever disclosed,
the buyback requirement shall be construed as a contractual obligation of the company.

A member company shall not place any unreasonable or procedural impediments in the way of salespeople seeking to
sell back products to the member company.

The buyback process should be as efficient as possible and designed to facilitate buyback of products. The
buyback provisions apply to all terminating independent salespeople who otherwise qualify for such repurchase,
including independent salespeople who are not new to a particular company, or those who have left a company to sell
for another company.

The buyback policy should be published in multiple locations and formats, and stated in a manner understood
easily by a typical independent salesperson. It should be the goal of each member company to ensure that the typical
independent salesperson is aware of the company’s buyback policy. Therefore, each member company should
undertake its best efforts to ensure the effective communication of the policy.

b. The DSA Code Administrator appointed pursuant to Section C.1, upon finding a member company has engaged in false,
misleading or deceptive recruiting practices, may employ any appropriate remedy to ensure any complainant shall not
incur significant financial loss as a result of such prohibited behavior, including but not limited to requiring
such member company to repurchase any and all inventory, promotional materials, sales aids and/or kits which a
complainant has purchased.

8. Earnings Representations

a. The following shall be considered “earnings representations” under this Code:

Any oral, written or visual claim that conveys, expressly or by implication:
a) A specific level or range of actual or potential sales; or
b) Gross or net income or profits, including but not limited to representations that either explicitly or
implicitly suggest that lifestyle purchases–including homes, vehicles, vacations and the like–are
related to income earned.

Any statement, representation or hypothetical scenario from which a prospective independent salesperson could
reasonably infer that he/she will earn a minimum level of income;

Any chart, table or mathematical calculation demonstrating possible income, actual or potential sales, or gross
or net profits based upon a combination of variables;

Marketing materials or advertising explicitly describing or promising potential income amounts, or material-
based lifestyles of independent salespeople;

Any award or announcement of compensation describing the earnings of any current or past salesperson. A company’s
sales incentive awards, trips or meetings, and/or commissions, overrides, bonuses or other compensation, shall
not be considered earnings representations unless they are accompanied by express indication of their value.

b. Member companies must comply with, and obligate their independent salespeople to also comply with, the following standards:

Earnings representations and sales figures must be truthful, accurate, and presented in a manner that is not
false, deceptive or misleading.

Current and prospective independent salespeople must be provided with sufficient information to understand that:
a) Actual earnings can vary significantly depending upon time committed, skill level and other factors;
b) Not everyone will achieve the represented level of income; and
c) Such amounts are before expenses, if any.

Current and prospective independent salespeople must be provided with sufficient information to enable a
reasonable evaluation of the opportunity to earn income.

If a specific independent salesperson’s commission or bonus payments are included in an earnings
representation, any distributions made for those payments to others in the sales organization must be disclosed
or deducted from the figure(s) used.

Any sales and earnings representations must be documented and substantiated. Member companies and their
independent salespeople must maintain such documentation and substantiation, making it available to the
Administrator upon written request.

Industry-wide–including DSA–producedfinancial, earnings or performance information cannot be used as
the primary source in documenting or substantiating a member company’s or independent salesperson’s
representations. Such information can, however, be used in a general manner.

c. In assessing whether an earnings representation violates this section of the Code, the Administrator shall consider all relevant facts and information, including but not limited to the factors outlined in this section.

8. There is ample legal precedent in the form of FTC decisions to afford guidance on the subject of earnings
representations. While not controlling, these precedents should be used by the Administrator in making
determinations as to the substantiation of a member company’s earnings claims.

The Code’s simple prohibition of misrepresentations was intended, in part, to avoid unduly encumbering
start-up member companies that have little or no actual earnings history with their compensation plan or established
member companies that are testing or launching new compensation plans. The prohibition approach is meant to require
that member companies in these circumstances need only ensure that their promotional literature and public
statements clearly indicate that the compensation plan is new and that any charts, illustrations and stated examples
of income under the plan are potential in nature and not based upon the actual performance of any
individual(s).

9. Inventory Loading

A member company shall not require or encourage an independent salesperson to purchase inventory in an amount which unreasonably exceeds that which can be expected to be resold and/or consumed by the independent salesperson within a reasonable period of time.

Member companies shall take clear and reasonable steps to ensure that independent salespeople are consuming, using or
reselling the products and services purchased.

It shall be considered an unfair and deceptive recruiting practice for a member company or independent salesperson to
require or encourage an independent salesperson to purchase unreasonable amounts of inventory or sales aids. The
Administrator may employ any appropriate remedy to ensure any individual salesperson shall not incur significant
financial loss as a result of such prohibited behavior.

9. See, Code Explanatory Section 7a. regarding inventory loading. This provision should be construed in light of
the regulatory admonition that commissions be generated by purchases that are not simply incidental to the purchase
of the right to participate in the program (see Federal Trade Commission 2004 Advisory Opinion Letter to DSA.)
Member companies that implement procedures demonstrating that salespeople are purchasing the product for resale, for
their own use/ consumption (i.e., “self-consumption”, “personal consumption” or “internal
consumption”) or for other legitimate purposes will be better able to meet the requirements of Section 9. The
Code recognizes this as a long-standing and accepted practice in direct selling and does not prohibit compensation
based on the purchases of salespeople for personal use.

Further, the Code does not set forth specific standards or requirements that a minimum level of sales take place
outside of the salesforce.

10. Payment of Fees

Neither member companies nor their independent salespeople shall ask individuals to assume unreasonably high entrance fees, training fees, franchise fees, fees for promotional materials or other fees related solely to the right to participate in the member company’s business. Any fees charged to become an independent salesperson shall relate directly to the value of materials, products or services provided in return.

10. High entrance fees can be an element of pyramid schemes, in which individuals are encouraged to expend large
upfront costs, without receiving product of like value. These fees then become the mechanism driving the pyramid and
placing participants at risk of financial harm. Some state laws have requirements that fees be returned similar to
the repurchase provisions delineated in Code Section 7a. The Code eliminates the harm of large fees by prohibiting
unreasonably high fees. The Administrator is empowered to determine when a fee is “unreasonably high.”
For example, if a refund is offered for only a portion of an entrance fee, to cover what could be described as
inventory, and there is nothing else given or received for the balance of the entrance fee, such as a training
program, that portion of the entrance fee may be deemed to be unreasonably high by the Administrator. This Code
section reinforces the provisions in Section B. Responsibilities and Duties requiring member companies to address
the Code violations of their independent salespeople.

b. Member companies shall prohibit their independent salespeople from marketing or requiring the purchase by others of any materials that are inconsistent with the member company’s policies and procedures.

Use only materials that comply with the same standards used by the member company,

Not make the purchase of such materials a requirement of other independent salespeople,

Provide such materials at not more than the price at which similar material is available generally in the
marketplace, and

Offer a written return policy that is the same as the return policy of the member company the independent
salesperson represents.

d. Member companies shall take diligent, reasonable steps to ensure that promotional or training materials produced by their independent salespeople comply with the provisions of this Code and are not false, misleading or deceptive.

B. Responsibilities and Duties

b. In the event any consumer shall complain that the independent salesperson offering for sale the products or
services of a member company has engaged in any improper course of conduct pertaining to the sales presentation of
its goods or services, the member company shall promptly investigate the complaint and shall take such steps as it
may find appropriate and necessary under the circumstances to cause the redress of any wrongs that its investigation
discloses to have been committed.

c. Member companies will be considered responsible for Code violations by their independent salespeople where the
Administrator finds, after considering all the facts, that a violation of the Code has occurred. For the purposes of
this Code, in the interest of fostering consumer protection, member companies shall voluntarily not raise the
independent contractor status of salespersons distributing their products or services under its trademark or trade
name as a defense against Code violation allegations, provided, however, that such action shall not be construed to
be a waiver of the member companies’ right to raise such defense under any other circumstance.

d. Member companies should be diligent in creating awareness among their employees and/or the independent salespeople
marketing the member company’s products or services about the member company’s obligations under the
Code. No member company shall in any way attempt to persuade, induce or coerce another company to breach this Code,
and an attempt to induce a breach of this Code is considered a violation of the Code.

e. Independent salespeople are not bound directly by this Code, but as a condition of participation in a member
company’s distribution system, shall be required by the member company with whom they are affiliated to adhere
to rules of conduct meeting the standards of this Code.

f. This Code is not law but its obligations require a level of ethical behavior from member companies and independent
salespeople that is consistent with applicable legal requirements. Failure to comply with this Code does not create
any civil law responsibility or liability. When a company leaves the DSA membership, a company is no longer bound by
this Code. However, the provisions of this Code remain applicable to events or transactions that occurred during the
time a company was a member of DSA.

2. Required Code Communication

a. All member companies are required to publicize the DSA Code of Ethics and the process for filing a Code complaint to their independent salespeople and consumers. At a minimum, member companies must have one of the following:

an inclusion on the member company’s website of the DSA Code of Ethics with a step-by-step explanation as
to how to file a complaint; or

a prominent link from the member company’s website to the DSA Code of Ethics web page, with a separate
mention of, or separate link to, the Code complaint filing process; or

an inclusion of the member company’s Code of Ethics and its complaint process on its website with an
explanation of how a complainant may appeal to the Administrator in the event the complainant is not satisfied
with the resolution under the member company’s Code of Ethics or complaint process, with a reference to
the DSA Code of Ethics web page.

a. The links should be clear and conspicuous. The location of the link on the member company’s website
should be prominent so as to be accessible and visible to sales people and the consumer; member companies should
place the link on a web page that is commonly accessed by salespeople and consumers. Inclusion of statements, such
as, “We are proud members of the DSA. To view the Code of Ethics by which we abide please click here,”
and “To file a complaint, please contact us at [company email and/or phone number]. If you are unsatisfied
with the resolution, you may escalate your complaint to the DSA by clicking here,” are also ideal. Member
companies should specifically link to either www.dsa.org/consumerprotection/Code
and www.dsa.org/consumerprotection/filing-a-code-complaint.

b. All member companies, after submission of their program, are required to state annually, along with paying their
dues, that the program remains effective or indicate any change.

3. Code Responsibility Officer

Each member company and pending member company is required to designate a DSA Code Responsibility Officer. The Code Responsibility Officer is responsible for facilitating compliance with the Code by his or her company and responding to inquiries by the DSA Code Administrator appointed pursuant to Section C.1. He or she will also serve as the primary contact at the member company for communicating the principles of the DSA Code of Ethics to the member company’s independent salespeople, employees, consumers and the general public.

4. Extraterritorial Effect

Each member company shall comply with the World Federation of Direct Selling Associations’ Code of Conduct with regard to direct selling activities outside of the United States to the extent that the WFDSA Code is not inconsistent with U.S. law, unless those activities fall under the jurisdiction of the code of conduct of another country’s DSA to which the member company also belongs.

C. Administration

1. Interpretation and Execution

The Board of Directors of the Direct Selling Association shall appoint a Code Administrator to serve for a fixed term
to be set by the Board prior to appointment. The Board shall have the authority to discharge the Administrator for
cause only. The Board shall provide sufficient authority to enable the Administrator to properly discharge the
responsibilities entrusted to the Administrator under this Code. The Administrator will be responsible directly and
solely to the Board. The Board of Directors will establish all regulations necessary to administer the provisions of
this Code.

2. Code Administrator

a. The Administrator shall be a person of recognized integrity, knowledgeable about the industry, and of a stature
that will command respect by the industry and from the public. He or she shall appoint a staff adequate and
competent to assist in the discharge of the Administrator’s duties. During the term of office, neither the
Administrator nor any member of the staff shall be an officer, director, employee, or substantial stockholder in any
member of the DSA. The Administrator shall disclose all holdings of stock in any member company prior to appointment
and shall also disclose any subsequent purchases of such stock to the Board of Directors. The Administrator shall
have the same rights of indemnification as the Directors and Officers have under the bylaws of the DSA.

c. The Administrator shall review and determine all charges against member companies, affording those companies an
opportunity to be heard fully. The Administrator shall have the power to originate any proceedings and shall at all
times have the full cooperation of all member companies.

3. Procedure

a. The Administrator shall have the sole authority to determine whether a violation of the Code has occurred. The
Administrator shall answer as promptly as possible all queries relating to the Code and its application, and, when
appropriate, may suggest, for consideration by the Board of Directors, Code amendments, or other implementation
procedures to make the Code more effective.

b. If, in the judgment of the Administrator, a complaint is beyond the Administrator’s scope of expertise or
resources, the Administrator may decline to exercise jurisdiction over the complaint and may recommend to the
complainant another forum in which the complaint can be addressed.

c. The Administrator shall undertake to maintain and improve all relations with better business bureaus and other
organizations, both private and public, with a view toward improving the industry’s relations with the public
and receiving information from such organizations relating to the industry’s sales activities.

D. DSA Code of Ethics Enforcement Procedures

1. Receipt of Complaint

Upon receipt of a bona fide complaint from a bona fide consumer, the Administrator shall forward a copy of the
complaint, to the accused member company together with a letter notifying the company that a preliminary
investigation of a specified possible violation is being conducted and requesting the member company’s
cooperation in supplying necessary information and documentation. If the Administrator has reason to believe that a
member company has violated the Code, even if a written complaint has not been received, then the Administrator
shall provide written notice to the member company stating the basis for the Administrator’s belief that a
violation has occurred. The Administrator shall honor request by complainants for confidential treatment of their
identity. The subject matter of a complaint will not be kept confidential.

2. Cooperation with the Code Administrator

In the event a member company refuses to cooperate with the Administrator and/or refuses to supply necessary
information and documentation, the Administrator shall serve upon the member company, by certified mail, a notice
affording the member company an opportunity to request Appeals Review Panel to evaluate whether its membership in
the DSA should not be terminated. In the event the member company fails to request a review by an Appeals Review
Panel pursuant to Section D.5. below, the DSA Board of Directors may vote to suspend or terminate the membership of
the member company.

3. Investigation and Disposition Procedure

a. The Administrator shall conduct a preliminary investigation, making such investigative contacts as are necessary
to reach an informed decision as to the alleged Code violation. If the Administrator determines, after the informal
investigation, that there is no need for further action or that the Code violation allegation lacks merit, the
investigation and administrative action shall terminate and the complaining party shall be so notified.

b. The Administrator may, at his discretion, remedy an alleged Code violation through informal, oral and written
communication with the accused member company.

c. If the Administrator determines that there are violations of such a nature, scope or frequency that the best
interests of consumers, the DSA, and/or the direct selling industry require remedial action, the member company
shall be notified. The reasoning and facts that resulted in the decision as well as the nature of the remedy under
Section E.1. shall be included in the Administrator’s notice. The notice shall also offer the member company
an opportunity to consent to the suggested without the necessity of a Section D.4. appeal. If the member company
desires to dispose of the matter in this manner, it will within 20 calendar days advise the Administrator, in
writing. The letter to the Administrator may state that the member company’s willingness to consent does not
constitute an admission or belief that the Code has been violated.

4. Appeals Review Panel

If a member company has submitted a request for review pursuant to Section D.2. or an appeal of the Administrator’s
remedial action pursuant to Section D.3., an Appeals Review Panel consisting of three representatives from active
member companies shall be selected by the Executive Committee of DSA’s Board of Directors within 20 calendar
days. The three member companies shall be selected in a manner that represents a cross-section of the industry. When
possible, none of the three shall sell a product that specifically competes with the member company that is seeking
the Appeals Review Panel (hereinafter “the Appellant”), and every effort shall be made to avoid
conflicts in selecting the Panel. If for any reason, a member of the Panel cannot fulfill his or her duties, the
Chairman of the Board of DSA can replace that person with a new appointment. The representatives serving on the
Appeals Review Panel shall during their time on the Panel have the same rights of indemnification the Directors and
Officers have under the bylaws of the DSA.

5. Appeals Review Procedure

a. A member company must make a request to convene an Appeals Review Panel in writing to the Administrator within 20
calendar days of the Administrator’s notice of the member company’s failure to comply or the
Administrator’s recommended remedial action. Within 10 calendar days of receiving such a request, the
Administrator shall notify the Chairman of the Board of DSA. The Executive Committee then shall select the
three-person Panel as set forth in Section D.4.

b. As soon as the Panel has been selected, the Administrator shall inform the Appellant of the names of the
panelists. Within 14 calendar days of that notification, the Administrator shall send a copy of the Complaint and
all relevant documents, including an explanation of the basis of the decision to impose remedial action, to the
panelists with copies to the Appellant. Upon receipt of such information, the Appellant shall have 14 calendar days
to file with the Panel its reasons for arguing that remedial action should not be imposed along with any additional
documents that are relevant. Copies of that information shall be provided to the Administrator, who can provide
additional information as the Administrator decides is necessary or useful to the Panel and the Appellant.

c. Once the information has been received by the panelists from both the Administrator and the Appellant, the Panel
will complete its review within 30 calendar days or as soon thereafter as practicable. If the review pertains to
whether the Appellant’s membership in the DSA should be terminated, the Panel shall decide whether the member
company’s failure to work with the Administrator justifies suspending or terminating the Appellant’s
membership in the DSA. If the review pertains to the Administrator’s suggested remedial action, the Panel
shall decide whether the Administrator’s decision to impose remedial action was reasonable under all of the
facts and circumstances involved and shall either confirm the Administrator’s decision, overrule it, or impose
a lesser sanction under Section E. The Panel shall be free to contact the Administrator, the Appellant, and any
other persons who may be relevant, in writing as deemed appropriate. A decision by the Panel shall be final and
shall be promptly communicated both to the Administrator and the Appellant. The costs involved in the appeal such as
costs of photocopying, telephone, fax, and mailing, shall be borne by the Appellant.

E. Powers of the Administrator

1. Remedies

If pursuant to the investigation provided for in Section D.3., the Administrator determines that the accused member
company has committed a Code violation or violations, the Administrator is hereby empowered to recommend any
appropriate remedies, either individually or concurrently, including but not limited to the following:

a. Complete restitution to the complainant of monies paid for the accused member company’s products,
promotional materials, sales aids and/or kits that were the subject of the Code complaint;

b. Replacement or repair of any of the accused member company’s product that was the source of the Code
complaint;

c. Payment of a voluntary contribution to a special assessment fund that shall be used for purposes of publicizing
and disseminating the Code and related information. The contribution may range up to $1,000 per violation of the
Code;

d. Submission to the Administrator of a written commitment to abide by the Code in future transactions and to
exercise due diligence to assure there will be no recurrence of the practice leading to the subject Code complaint;
and/or

e. Cancellation of orders, return of products purchased, cancellation or termination of the contractual relationship
with the independent salesperson or other remedies.

2. Case Closed

Once the Administrator determines that there has been compliance with all imposed remedies in a particular case, the
complaint shall be considered closed.

3. Refusal to Comply

If a member company refuses to comply voluntarily with any remedy imposed by the Administrator and has not requested
a review by an Appeals Review Panel, the DSA Board of Directors, or designated part thereof, may conclude that the
member company should be suspended or terminated from membership in the DSA.

4. Appeal for Reinstatement after Suspension or Termination

If the DSA Board of Directors, or designated part thereof, suspends or terminates a member company pursuant to the
provisions of this Code, the DSA shall notify the member company of such a decision by certified mail. A suspended
member company, after at least 90 calendar days following that notice, and a terminated member company, after at
least one year following that notice, may request the opportunity to have its suspension or termination reviewed by
an Appeals Review Panel, which may in its discretion recommend that the Board of Directors reinstate membership.

5. Referral to State or Federal Agency

In the event a member company is suspended or terminated by the DSA Board of Directors, or designated part thereof, pursuant to the provisions of this Code, the DSA shall inform the Federal Trade Commission (“FTC”) of such suspension or termination and shall, if requested by the FTC, submit any relevant data concerning the basis for suspension or termination.

F. Restrictions

1. Conferring with Others

At no time during an investigation or the hearing of charges against a member company shall the Administrator or
member of an Appeals Review Panel confer with anyone concerning the alleged violation(s) of the Code, except as
provided herein and as may be necessary to conduct the investigation and hold a hearing. At no time during the
investigation or the Appeals Review Panel process shall the Administrator or a member of the Appeals Review Panel
confer with a competitor of the member company alleged to be in violation of the Code, except when it may be
necessary to call a competitor concerning the facts, in which case the competitor shall be contacted only for the
purpose of discussing the facts. At no time shall a competitor participate in the Administrator’s or in an
Appeals Review Panel’s disposition of a matter.

2. Documents

Upon request by the Administrator to any member company, all documents directly relating to an alleged violation
shall be delivered to the Administrator. Any information that is identified as proprietary by the producing party
shall be held in confidence. Whenever the Administrator, either by his own determination or pursuant to a decision
by an Appeals Review Panel, closes an investigation, all documents shall either be destroyed or returned, as may be
deemed appropriate by the Administrator, except to the extent necessary for defending a legal challenge to the
Administrator’s or Appeals Review Panel’s handling of a matter, or for submitting relevant data
concerning a complaint to a local, state or federal agency. At no time during proceedings under this Code shall the
Administrator or a member of an Appeals Review Panel either unilaterally or through the DSA issue a press release
concerning allegations or findings of a violation of the Code unless specifically authorized to do so by the
Executive Committee of DSA’s Board of Directors.

3. Pending Members of DSA

Nothing in Section F shall prevent the Administrator from notifying, at his discretion, DSA staff members of any
alleged violations of the Code that have come to his attention and which may have a bearing on a pending member
company’s qualifications for active membership.

4. Public Reporting of Code of Ethics Complaints and Compliance Efforts

The Administrator may issue periodic reports on Code of Ethics compliance including disclosure of numbers and types
of complaints as well as company-compliance efforts. The issuance of these reports will not identify individual
complaints.

G. Resignation

Resignation from DSA by an accused member company prior to completion of any proceedings constituted under this Code
shall not be grounds for termination of said proceedings, and a determination as to the Code violation shall be
rendered by the Administrator at his or her discretion, irrespective of the accused member company’s continued
membership in DSA or participation in the complaint resolution proceedings.

H. Amendments

This Code may be amended by vote of two thirds of the Board of Directors.
As Adopted June 15, 1970
As Amended by Board of Directors through June 4, 2016